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EXHIBIT 99.2
VALUECLICK, INC.
1999 STOCK OPTION PLAN
PLAN AMENDMENT
The ValueClick, Inc. 1999 Stock Option Plan (the "Plan") is
hereby amended, effective October 8, 1999, as follows:
1. The first sentence of Section 1 is hereby amended to read
as follows:
The Company shall reserve TWO MILLION (2,000,000) shares (the
"Shares") of its Common Stock, with a par value $0.001 (the "Common
Stock") to be issued upon exercise of the Options which may be granted
from time to time under this Plan (the "Options").
2. Except as modified by this Plan Amendment, all the existing
terms and provisions of the Plan shall continue in full force and effect.
IN WITNESS WHEREOF, ValueClick, Inc. has caused this
Plan Amendment to be executed on its behalf by its duly authorized officer
on this 8th day of October, 1999.
VALUECLICK, INC.,
a Delaware corporation
By: /s/ KURT A. JOHNSON
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Name: Kurt A. Johnson
Title: Chief Financial Officer
